UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
July 18, 2024
Date of Report (Date of earliest event reported)
STRONG GLOBAL ENTERTAINMENT, INC.
(Exact name of registrant as specified in its charter)
| British Columbia, Canada | | 001-41688 | | N/A |
| (State or other jurisdiction of | | (Commission | | (IRS Employer |
| incorporation or organization) | | File No.) | | Identification Number) |
108 Gateway Blvd, Suite 204 Mooresville, NC | | 28117 |
| (Address of principal executive offices) | | (Zip Code) |
(704) 994-8279
(Registrant’s telephone number including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| | |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| | |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | | Trading Symbol(s) | | Name of Each Exchange on Which Registered |
| Class A Common Voting Shares, without par value | | SGE | | NYSE American |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 7.01 Regulation FD Disclosure
On July 18, 2024, Strong Global Entertainment, Inc. (the “Company”) entered into an agreement resulting in the settlement and dismissal of a civil complaint against the Company, certain affiliated entities, and certain of its current and former employees, officers and directors related to the Safehaven television series.
In connection with the settlement and dismissal, the Company does not expect any material impact to its consolidated financial statements. In addition, the Company maintained a position in the waterfall, which could provide future economic benefit based on the success of the series.
The information in this Item 7.01 is furnished pursuant to the rules and regulations of the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | STRONG GLOBAL ENTERTAINMENT, INC. |
| | | |
| Date: July 22, 2024 | By: | /s/ Todd R. Major |
| | | Todd R. Major |
| | | Chief Financial Officer |
